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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM S-8
                                     POS AM

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                                 OMI CORPORATION
             (Exact name of registrant as specified in its charter)

THE REPUBLIC OF THE MARSHALL ISLANDS                     52-2098714
 (State or other jurisdiction of            (I.R.S. Employer Identification No.)
  incorporation or organization)

                      One Station Place, Stamford, CT 06902
               (Address of Principal Executive Offices) (Zip Code)

                              AMENDED AND RESTATED
                                 OMI CORPORATION
                           2001 RESTRICTED STOCK PLAN
                            (Full title of the plan)
                                 --------------

                             FREDRIC S. LONDON, ESQ.
                                 OMI CORPORATION
                                One Station Place
                               Stamford, CT 06902
                                 (203) 602-6700
            (Name, address and telephone number of agent for service)

                         Calculation of Registration Fee

                                   Copies to:
                           Robert L. Clare III, Esq.
                                White & Case LLP
                           1155 Avenue ofthe Americas
                            New York, New York 10036

<PAGE>




     Amended Power of Attorney, Signature page and Independent Auditor's Consent
(Exhibit 23.1) to rectify  incorrect dates filed on October 30, 2000 as a result
of inputting error.


<PAGE>



                                   SIGNATURES

     Pursuant to the  requirements of the Securities Act of 1933, the registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  registration
statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of New York, State of New York on October 4, 2001.

                                          OMI Corporation
                                          (Registrant)



                                          By:/S/Fredric S. London
                                             ------------------------------
                                                      Fredric S. London
                                                Senior Vice President, Secretary
                                                      and General Counsel

                                          By:/S/Kathleen C. Haines
                                             -----------------------------
                                                    Kathleen C. Haines
                                                Senior Vice President and
                                                  Chief Financial Officer



                                       1
<PAGE>


                               POWER OF ATTORNEY

     Each person whose signature  appears below constitutes and appoints Fredric
S.  London  and  Kathleen  C.  Haines  and  each of them,  his  true and  lawful
attorneys-in-fact   and   agents,   with   full   power  of   substitution   and
resubstitution,  for  him  and in his  name,  place  and  stead,  in any and all
capacities,  to sign  any  and all  amendments  to this  registration  statement
(including  post-effective  amendments) to this  registration  statement and any
related  registration  statements  filed  pursuant  to  Rule  462(b)  under  the
Securities Act of 1933,  and to file the same,  with all exhibits  thereto,  and
other  documents  in  connection  therewith  with the  Securities  and  Exchange
Commission,  granting unto said  attorneys-in-fact and agents, and each of them,
full  power  and  authority  to do and to  perform  each and every act and thing
requisite and  necessary to be done in and about the  premises,  as fully and to
all intents and purposes as he might or would do in person, hereby ratifying and
confirming all that said  attorneys-in-fact  and agents or any of them, or their
or his substitute or substitutes,  may lawfully do or cause to be done by virtue
hereof.

     Pursuant to the  requirements  of the  Securities  Act of 1933, as amended,
this  registration  statement  has been signed by the  following  persons in the
capacities and as of the dates indicated:
<TABLE>




NAME                                                SIGNATURE                          DATE
<S>                                             <C>                                 <C>


Robert Bugbee
Executive Vice President, Chief               /S/Robert Bugbee                    October 5, 2001
Operating Officer and Director                -----------------------


Kathleen C. Haines                            /S/Kathleen C. Haines
Senior Vice President and Chief               -----------------------              October 5, 2001
Financial Officer


James N. Hood
Director                                     /S/James N. Hood                      October 5, 2001
                                             ------------------------

Michael Klebanoff
Director                                     /S/Michael Klebanoff                  October 5, 2001
                                             ------------------------

Fredric S. London                            /S/Fredric S. London
Senior Vice President, Secretary             ------------------------              October 5, 2001
and General Counsel


Edward Spiegel                               /s/Edward Spiegel
Director                                     ------------------------              October 8, 2001


Craig H. Stevenson, Jr.                      /s/Craig H. Stevenson, Jr.
President, Chief Executive                   --------------------------            October 5, 2001
Officer and Chairman of the Board


Donald C. Trauscht                          /s/Donald C. Trauscht
Director                                    --------------------------             October 6, 2001


James D. Woods                              /s/James D. Woods
Director                                    --------------------------             October 8, 2001



</TABLE>